8-K 1 k8121902.htm UNITED STATES

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934.

Date of report (Date of earliest event reported): December 4, 2002


Commission file number: 0-16088

CERAMICS PROCESS SYSTEMS CORPORATION
(Exact Name of Registrant as Specified in its Charter)

Delaware
(State or Other Jurisdiction
of Incorporation or Organization

04-2832409
(I.R.S. Employer
Identification No.)

111 South Worcester Street
P.O. Box 338
Chartley MA
(Address of principal executive offices)

02712-0338
(Zip Code)

Registrant`s telephone no., including area code: 508-222-0614

 

Item 4. Changes in Registrant`s Certifying Accountant

Effective December 4, 2002, the Board of Directors of Ceramics Process Systems Corporation ("CPS" or the "Company"), upon the recommendation of its management and Audit Committee, decided to end the engagement of PricewaterhouseCoopers LLP ("PWC") as the Company`s independent public accountants, and authorized the engagement of Sansiveri, Kimball & McNamee, LLP ("SKM") to serve as the Company`s independent public accountants. The decision to change auditors was not the result of any disagreement between the Company and PWC.

PWC`s reports on the registrant`s financial statements for each of the last two fiscal years did not contain an adverse opinion or a disclaimer of opinion, nor was it qualified or modified as to uncertainty, audit scope, or accounting principles.

During the Registrant`s two most recent fiscal years and through December 4, 2002, there were no disagreements with PWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to the satisfaction of PWC, would have caused it to make a reference to the subject matter of the disagreement(s) in connection with its reports on the financial statements for such years.

During the Registrant`s two most recent fiscal years and through December 4, 2002, there were no "reportable events" as defined in Item 304(a)(1)(v) of regulation S-K.

During the two most recent fiscal years and through December 4, 2002, prior to engaging SKM, neither the Registrant nor anyone on its behalf consulted SKM regarding either: (1) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Registrant`s financial statements, and neither a written report was provided to the Registrant nor oral advice was provided that SKM concluded was an important factor considered by the Registrant in reaching a decision as to the accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of either a disagreement or a reportable event described in above.

Item 7: Financial Statements, Pro Forma Financial Information and Exhibits.

  1. Financial Statements of Businesses Acquired: Not applicable.
  2. Pro Forma Financial Information: Not applicable
  3. Exhibits:

16.1 Letter from PWC to the Securities and Exchange Commission dated December 18, 2002

99.1 Press Release dated December 19, 2002

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: December 19, 2002

/s/ Grant C. Bennett

President and Treasurer